Startup Legal Checklist: 10 Documents Every Founder Needs

1. Certificate of Incorporation / Formation

The document that creates your company. Delaware C-Corp is standard for VC-backed startups. LLC for bootstrapped/small business. Filed with the Secretary of State. Get this done before you sign anything commercial.

2. Founder Agreement

Covers: equity split, vesting (4-year / 1-year cliff), roles and responsibilities, IP assignment to the company, decision-making, and what happens if a founder leaves. The most important document most founders skip. Without it, the departing co-founder keeps their equity and can start a competing business tomorrow.

3. IP Assignment Agreements

Every founder, employee, and contractor must sign an IP assignment transferring all work product to the company. If a contractor builds your MVP and never assigns the IP, they — not your company — own the code.

4. NDAs

Standard mutual NDA for discussions with potential partners, investors, and employees. Don't overcomplicate it. A 2-page mutual NDA covers 90% of situations.

5. Contractor / Consulting Agreements

Must include: scope of work, payment terms, IP assignment, confidentiality, and termination. Never use a handshake deal for contractors — if they don't assign IP in writing, your company doesn't own it.

6. Employment Offer Letters

At-will employment, title, salary, equity (reference the option plan), start date. Keep it simple. The offer letter references the equity plan — the plan itself is a separate document.

7. Stock Option Plan + Option Agreements

Standard: 4-year vesting, 1-year cliff, 90-day post-termination exercise window. File an 83(b) election within 30 days of granting restricted stock — this is time-sensitive and easy to miss.

8. Terms of Service + Privacy Policy

Required if you have a website or app. Privacy policy is legally required (GDPR, CCPA). Terms of service limit your liability. Generate these before launch — retroactive ToS changes are messy.

9. Board and Shareholder Consents

Written records of major decisions: issuing stock, approving option grants, authorizing contracts. Corporate veil depends on proper documentation. Without board consents, your company's separate legal existence can be challenged.

10. Cap Table

Not a legal document per se, but the single source of truth for who owns what. Keep it updated after every issuance, transfer, or grant. A messy cap table kills funding rounds.

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